Also known as:§ 404 · Sec. 404 · SOX 404 · Sarbanes-Oxley 404
Written by attorneys · grounded in primary & secondary sources — see below
2 senses
1
in limited partnership law
A statutory rule fixing the personal liability of general partners for debts and obligations of a limited partnership. The rule imposes joint and several liability on general partners unless the partnership qualifies as a limited liability limited partnership or the partner is shielded by agreement or other law. It also supplies the predicate for a judgment creditor to reach a general partner's personal assets after satisfying procedural conditions.
Sense 1
1
in limited partnership law
A statutory rule fixing the personal liability of general partners for debts and obligations of a limited partnership. The rule imposes joint and several liability on general partners unless the partnership qualifies as a limited liability limited partnership or the partner is shielded by agreement or other law. It also supplies the predicate for a judgment creditor to reach a general partner's personal assets after satisfying procedural conditions.
Sources & Authorities· 1 primary source
Select any source to read its text and confirm it supports the definition.
Uniform Acts
Sense 2
2
in environmental law
A provision of the Clean Water Act that prohibits the discharge of dredged or fill material into navigable waters of the United States without a permit from the Army Corps of Engineers. The provision extends federal authority to wetlands and other waters that affect interstate commerce, including those used by migratory birds.
Sources & Authorities· 1 source
Select any source to read its text and confirm it supports the definition.
A provision of the Clean Water Act that prohibits the discharge of dredged or fill material into navigable waters of the United States without a permit from the Army Corps of Engineers. The provision extends federal authority to wetlands and other waters that affect interstate commerce, including those used by migratory birds.
Each sense below has its own examples, sources, and questions.
Examples1
Creditor Seeks Partner Assets
Omega Estates obtained a judgment against Imperial Buildings, a limited partnership, after the partnership defaulted on a construction loan. The loan documents made Spencer, the sole general partner, personally responsible upon default. Omega has not obtained a writ of execution against partnership property and the partnership is not in bankruptcy. Because Spencer has not agreed to bypass partnership assets, the court must decide whether to permit direct levy on Spencer's vacation home under the statutory prerequisites.
Frequently Asked2
When may a judgment creditor reach a general partner's personal assets for a limited partnership debt?+
A creditor must first obtain a judgment against the general partner under Section 404 and satisfy one of the conditions in Section 405(c), such as an unsatisfied writ of execution against the partnership, bankruptcy of the partnership, partner consent, or a court finding of insufficient partnership assets.
Supporting sources
Does failure to observe formalities expose a general partner to personal liability in a limited liability limited partnership?+
No. The statute expressly provides that failure to observe formalities in the exercise of partnership powers or management is not a ground for imposing liability on a general partner.
Supporting sources
Examples1
Landfill Permit Dispute
Solid Waste Agency proposed to fill 17.6 acres of semi-aquatic property within a forested area to create a balefill. The site provides habitat for numerous migratory birds, including the second-largest breeding colony of great blue herons in northeastern Illinois. The Army Corps of Engineers asserted jurisdiction under Section 404 and required a permit before any discharge of fill material. The agency challenged the Corps' authority over the abandoned sand and gravel pit.
Solid Waste Agency v. United States Army Corps of Engineers191 F.3d 845 (7th Cir. 1999), 529 U.S. 1129 (2000)
Frequently Asked1
What waters does Section 404 of the Clean Water Act regulate?+
The provision reaches navigable waters of the United States, including wetlands adjacent to or affecting such waters, and extends to sites used as habitat by migratory birds that cross state lines.
Supporting sources
531 U.S. 159, 173 (2001)Agricultural Law
…JJ., joined. Majority opinion Opinion of the Court Chief Justice Rehnquist delivered the opinion of the Court. Section 404(a) of the Clean Water Act (CWA or Act), 86 Stat. 884, as amended, 33 U. S. C. § 1344(a), regulates the discharge of dredged or fill material into "navigable waters." The United States Army…
Business Associations Agency and PartnershipRights of partners among themselves · Duty of careUBEIntermediate